Common use of Early Termination of Option Clause in Contracts

Early Termination of Option. Unless otherwise determined by the Board in its sole discretion, the Option will terminate, prior to the expiration of the Term, at the time specified below: (a) Subject to Section 7(b), if the Grantee’s service as a Nonemployee Director terminates other than (i) by the Company for cause or (ii) by reason of death or Disability, then the Option will terminate at the Close of Business on the first Business Day following the expiration of the one-year period which began on the date of termination of the Grantee’s service. For purposes of this Section 7, “cause” will have the meaning specified in Section 10.2(b) of the Plan. (b) If the Grantee dies while serving as a Nonemployee Director, or prior to the expiration of a period of time following termination of the Grantee’s service during which the Option remains exercisable as provided in Section 7(a) or Section 7(c), as applicable, the Option will terminate at the Close of Business on the first Business Day following the expiration of the one-year period which began on the date of the Grantee’s death. (c) Subject to Section 7(b), if the Grantee’s service as a Nonemployee Director terminates by reason of Disability, then the Option will terminate at the Close of Business on the first Business Day following the expiration of the one-year period which began on the date of termination of the Grantee’s service. (d) If the Grantee’s service as a Nonemployee Director is terminated by the Company for “cause” (as defined in Section 10.2(b) of the Plan), then the Option will terminate immediately upon such termination of the Grantee’s service. In any event in which the Option remains exercisable for a period of time following the date of termination of the Grantee’s service as a Nonemployee Director as provided above, the Option may be exercised during such period of time only to the extent the Option was exercisable as provided in Section 3 above on such date of termination of the Grantee’s service as a Nonemployee Director. Notwithstanding any period of time referenced in this Section 7 or any other provision of this Section 7 that may be construed to the contrary, the Option will in any event terminate upon the expiration of the Term.

Appears in 4 contracts

Samples: Non Qualified Stock Option Agreement (Liberty Global, Inc.), Non Qualified Stock Option Agreement (Liberty Global, Inc.), Non Qualified Stock Option Agreement (Liberty Global, Inc.)

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Early Termination of Option. Unless otherwise determined by the Board in its sole discretion, the Option will terminate, prior to the expiration of the Term, at the time specified below: (a) Subject to Section 7(b), if the Grantee’s 's service as a Nonemployee Director terminates other than (i) by the Company for cause or (ii) by reason of death or Disability, then the Option will terminate at the Close of Business on the first Business Day following the expiration of the one-year period which began on the date of termination of the Grantee’s 's service. For purposes of this Section 7, "cause" will have the meaning specified in Section 10.2(b) of the Plan. (b) If the Grantee dies while serving as a Nonemployee Director, or prior to the expiration of a period of time following termination of the Grantee’s 's service during which the Option remains exercisable as provided in Section 7(a) or Section 7(c), as applicable, the Option will terminate at the Close of Business on the first Business Day following the expiration of the one-year period which began on the date of the Grantee’s 's death. (c) Subject to Section 7(b), if the Grantee’s 's service as a Nonemployee Director terminates by reason of Disability, then the Option will terminate at the Close of Business on the first Business Day following the expiration of the one-year period which began on the date of termination of the Grantee’s 's service. (d) If the Grantee’s 's service as a Nonemployee Director is terminated by the Company for "cause" (as defined in Section 10.2(b) of the Plan), then the Option will terminate immediately upon such termination of the Grantee’s 's service. In any event in which the Option remains exercisable for a period of time following the date of termination of the Grantee’s 's service as a Nonemployee Director as provided above, the Option may be exercised during such period of time only to the extent the Option was exercisable as provided in Section 3 above on such date of termination of the Grantee’s service as a Nonemployee Director's service. Notwithstanding any period of time referenced in this Section 7 or any other provision of this Section 7 that may be construed to the contrary, the Option will in any event terminate upon the expiration of the Term.

Appears in 2 contracts

Samples: Non Qualified Stock Option Agreement (Liberty Media International Inc), Non Qualified Stock Option Agreement (Liberty Media International Inc)

Early Termination of Option. Unless otherwise determined by the Board TCI Committee in its sole discretion, by written notice to Grantee and the Company, the Option will shall terminate, prior to the expiration of the Termten-year period provided for in paragraph 1 hereof, at the time specified belowas follows: (a) Subject to Section 7(b), if the If Grantee’s service as a Nonemployee Director 's employment with TCI and its Subsidiaries terminates other than (i) by the Company for cause or Grantee with Good Reason, (ii) by reason of Grantee's death or Disability, (iii) with the written consent of TCI or the applicable Subsidiary, (iv) without such consent if such termination is pursuant to provisions of a written employment agreement, if any, between the Grantee and TCI or the applicable Subsidiary which expressly permits the Grantee to terminate such employment upon the occurrence of specified events (other than the giving of notice and passage of time), or (v) by TCI with or without Cause, then the Option will shall terminate at the Close of Business on the first business day following the expiration of the 90-day period beginning on the date of termination of Grantee's employment; (b) If Grantee dies while employed by TCI or one of its Subsidiaries, or prior to the expiration of a relevant period of time during which the Option remains exercisable as provided in this paragraph 6, the Option shall terminate at the Close of Business Day on the first business day following the expiration of the one-year period which began beginning on the date of termination of the Grantee’s service. For purposes of this Section 7, “cause” will have the meaning specified in Section 10.2(b) of the Plan.death; (bc) If the Grantee dies while serving as a Nonemployee DirectorGrantee's employment with TCI and its Subsidiaries terminates by reason of Disability, or prior to the expiration of a period of time following termination of the Grantee’s service during which then the Option remains exercisable as provided in Section 7(a) or Section 7(c), as applicable, the Option will shall terminate at the Close of Business on the first Business Day business day following the expiration of the one-year period which began on the date of the Grantee’s death. (c) Subject to Section 7(b), if the Grantee’s service as a Nonemployee Director terminates by reason of Disability, then the Option will terminate at the Close of Business on the first Business Day following the expiration of the one-year period which began beginning on the date of termination of the Grantee’s service.'s employment; (d) If the Grantee’s service as a Nonemployee Director 's employment with TCI and its Subsidiaries is terminated by the Company TCI or any Subsidiary for “cause” (as defined in Section 10.2(b) of the Plan)Cause, then the Option will shall terminate immediately upon such termination of Grantee's employment; and (e) If Grantee terminates his employment with TCI and its Subsidiaries (i) with Good Reason, (ii) with the written consent of TCI or the applicable Subsidiary or (iii) pursuant to provisions of a written employment agreement, if any, between Grantee and TCI or the applicable Subsidiary which expressly permits the Grantee to terminate such employment upon the occurrence of specified events (other than the giving of notice and passage of time), or if TCI terminates Grantee’s service's employment with TCI and its Subsidiaries without Cause, then the Option Term shall not terminate prior to the end of the ten-year period provided for in paragraph 1 hereof, except as otherwise provided in paragraph 6(b) above. In any event in which the Option remains exercisable for a period of time following the date of termination of the Grantee’s service as a Nonemployee Director 's employment as provided above, the Option may be exercised during such period of time only to the extent the Option it was exercisable as provided in Section 3 paragraph 2 above on such date of termination of Grantee's employment. A change of employment is not a termination of employment within the Grantee’s service as a Nonemployee Director. Notwithstanding any period meaning of time referenced in this Section 7 paragraph 6, provided that, after giving -------- effect to such change, Grantee continues to be an employee of TCI or any other provision of this Section 7 that may be construed Subsidiary. Anything contained herein to the contrarycontrary notwithstanding, the Option will shall in any event terminate upon the expiration of the Termten-year period provided for in paragraph 1 hereof, if not theretofore terminated.

Appears in 2 contracts

Samples: Option to Purchase Series a Common Stock (Tci Satellite Entertainment Inc), Option to Purchase Series a Common Stock (Tci Satellite Entertainment Inc)

Early Termination of Option. Unless otherwise determined by the Board Committee in its sole discretion, the Option will shall terminate, prior to the expiration of the Termten-year period provided for in paragraph 1 hereof, at the time specified belowas follows: (a) Subject to Section 7(b), if If Grantee's employment with the Grantee’s service as a Nonemployee Director Company and its Subsidiaries terminates other than (i) by the Company for cause or Grantee with Good Reason, (ii) by reason of Grantee's death or Disability, (iii) with the written consent of the Company or the applicable Subsidiary, (iv) without such consent if such termination is pursuant to provisions of a written employment agreement, if any, between Grantee and the Company or the applicable Subsidiary which expressly permits Grantee to terminate such employment upon the occurrence of specified events (other than the giving of notice and passage of time), or (v) by the Company with or without Cause, then the Option will shall terminate at the Close of Business on the first business day following the expiration of the 90-day period beginning on the date of termination of Grantee's employment; (b) If Grantee dies while employed by the Company or one of its Subsidiaries, or prior to the expiration of a relevant period of time during which the Option remains exercisable as provided in this paragraph 6, the Option shall terminate at the Close of Business Day on the first business day following the expiration of the one-year period which began beginning on the date of termination of the Grantee’s service. For purposes of this Section 7, “cause” will have the meaning specified in Section 10.2(b) of the Plan.death; (bc) If Grantee's employment with the Grantee dies while serving as a Nonemployee DirectorCompany and its Subsidiaries terminates by reason of Disability, or prior to the expiration of a period of time following termination of the Grantee’s service during which then the Option remains exercisable as provided in Section 7(a) or Section 7(c), as applicable, the Option will shall terminate at the Close of Business on the first Business Day business day following the expiration of the one-year period which began on the date of the Grantee’s death. (c) Subject to Section 7(b), if the Grantee’s service as a Nonemployee Director terminates by reason of Disability, then the Option will terminate at the Close of Business on the first Business Day following the expiration of the one-year period which began beginning on the date of termination of the Grantee’s service.'s employment; (d) If Grantee's employment with the Grantee’s service as a Nonemployee Director Company and its Subsidiaries is terminated by the Company or any Subsidiary for “cause” (as defined in Section 10.2(b) of the Plan)Cause, then the Option will shall terminate immediately upon such termination of Grantee's employment; and (e) If Grantee terminates his employment with the Company and its Subsidiaries (i) with Good Reason, (ii) with the written consent of the Company or the applicable Subsidiary or (iii) pursuant to provisions of a written employment agreement, if any, between Grantee and the Company or the applicable Subsidiary which expressly permits Grantee to terminate such employment upon the occurrence of specified events (other than the giving of notice and passage of time), or if the Company terminates Grantee’s service's employment with the Company and its Subsidiaries without Cause, then the Option Term shall not terminate prior to the end of the ten-year period provided for in paragraph 1 hereof, except as otherwise provided for in paragraph 6(b) or 9(b). In any event in which the Option remains exercisable for a period of time following the date of termination of the Grantee’s service as a Nonemployee Director 's employment as provided above, the Option may be exercised during such period of time only to the extent the Option it was exercisable as provided in Section 3 above paragraph 2 or paragraph 9(b) on such date of termination of Grantee's employment. A change of employment is not a termination of employment within the Grantee’s service as a Nonemployee Director. Notwithstanding any period meaning of time referenced in this Section 7 paragraph 6, provided that, -------- after giving effect to such change, Grantee continues to be an employee of the Company or any other provision of this Section 7 that may be construed Subsidiary. Anything contained herein to the contrarycontrary notwithstanding, the Option will shall in any event terminate upon the expiration of the Termten-year period provided for in paragraph 1 hereof, if not theretofore terminated.

Appears in 2 contracts

Samples: Option to Purchase Series a Common Stock (Tci Satellite Entertainment Inc), Option to Purchase Series a Common Stock (Tci Satellite Entertainment Inc)

Early Termination of Option. Unless otherwise determined by the Board TCI Committee in its sole discretion, by written notice to Grantee and the Company, the Option will shall terminate, prior to the expiration of the Termten-year period provided for in paragraph 1 hereof, at the time specified belowas follows: (a) Subject to Section 7(b), if the If Grantee’s service as a Nonemployee Director 's employment with TCI and its Subsidiaries terminates other than (i) by the Company for cause or Grantee with Good Reason, (ii) by reason of Grantee's death or Disability, (iii) with the written consent of TCI or the applicable Subsidiary, (iv) without such consent if such termination is pursuant to provisions of a written employment agreement, if any, between the Grantee and TCI or the applicable Subsidiary which expressly permits the Grantee to terminate such employment upon the occurrence of specified events (other than the giving of notice and passage of time), or (v) by TCI with or without Cause, then the Option will shall terminate at the Close of Business on the first business day following the expiration of the 90-day period beginning on the date of termination of Grantee's employment; (b) If Grantee dies while employed by TCI or one of its Subsidiaries, or prior to the expiration of a relevant period of time during which the Option remains exercisable as provided in this paragraph 6, the Option shall terminate at the Close of Business Day on the first business day following the expiration of the one-year period which began beginning on the date of termination of the Grantee’s service. For purposes of this Section 7, “cause” will have the meaning specified in Section 10.2(b) of the Plan.death; (bc) If the Grantee dies while serving as a Nonemployee DirectorGrantee's employment with TCI and its Subsidiaries terminates by reason of Disability, or prior to the expiration of a period of time following termination of the Grantee’s service during which then the Option remains exercisable as provided in Section 7(a) or Section 7(c), as applicable, the Option will shall terminate at the Close of Business on the first Business Day business day following the expiration of the one-year period which began on the date of the Grantee’s death. (c) Subject to Section 7(b), if the Grantee’s service as a Nonemployee Director terminates by reason of Disability, then the Option will terminate at the Close of Business on the first Business Day following the expiration of the one-year period which began beginning on the date of termination of the Grantee’s service.'s employment; (d) If the Grantee’s service as a Nonemployee Director 's employment with TCI and its Subsidiaries is terminated by the Company TCI or any Subsidiary for “cause” (as defined in Section 10.2(b) of the Plan)Cause, then the Option will shall terminate immediately upon such termination of Grantee's employment; and (e) If Grantee terminates his employment with TCI and its Subsidiaries (i) with Good Reason, (ii) with the written consent of TCI or the applicable Subsidiary or (iii) pursuant to provisions of a written employment agreement, if any, between Grantee and TCI or the applicable Subsidiary which expressly permits the Grantee to terminate such employment upon the occurrence of specified events (other than the giving of notice and passage of time), or if TCI terminates Grantee’s service's employment with TCI and its Subsidiaries without Cause, then the Option Term shall not terminate prior to the end of the ten-year period provided for in paragraph 1 hereof, except as otherwise provided in paragraph 6(b) above. In any event in which the Option remains exercisable for a period of time following the date of termination of the Grantee’s service as a Nonemployee Director 's employment as provided above, the Option may be exercised during such period of time only to the extent the Option it was exercisable as provided in Section 3 paragraph 2 above on such date of termination of Grantee's employment. A change of employment is not a termination of employment within the Grantee’s service as a Nonemployee Director. Notwithstanding any period meaning of time referenced in this Section 7 paragraph 6, provided that, after giving -------- effect to change, Grantee continues to be an employee of TCI or any other provision of this Section 7 that may be construed Subsidiary. Anything contained herein to the contrarycontrary notwithstanding, the Option will shall in any event terminate upon the expiration of the Termten-year period provided for in paragraph 1 hereof, if not theretofore terminated.

Appears in 2 contracts

Samples: Option to Purchase Series a Common Stock (Tci Satellite Entertainment Inc), Option to Purchase Series a Common Stock (Tci Satellite Entertainment Inc)

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Early Termination of Option. Unless otherwise determined by the Board TCI Committee in its sole discretion, by written notice to Grantee and the Company, the Option will shall terminate, prior to the expiration of the Termten-year period provided for in paragraph 1 hereof, at the time specified belowas follows: (a) Subject to Section 7(b), if the If Grantee’s service as a Nonemployee Director 's employment with TCI and its Subsidiaries terminates other than (i) by the Company for cause or Grantee with Good Reason, (ii) by reason of Grantee's death or Disability, (iii) with the written consent of TCI or the applicable Subsidiary, (iv) without such consent if such termination is pursuant to provisions of a written employment agreement, if any, between the Grantee and TCI or the applicable Subsidiary which expressly permits the Grantee to terminate such employment upon the occurrence of specified events (other than the giving of notice and passage of time), or (v) by TCI with or without Cause, then the Option will shall terminate at the Close of Business on the first business day following the expiration of the 90-day period beginning on the date of termination of Grantee's employment; (b) If Grantee dies while employed by TCI or one of its Subsidiaries, or prior to the expiration of a relevant period of time during which the Option remains exercisable as provided in this paragraph 6, the Option shall terminate at the Close of Business Day on the first business day following the expiration of the one-year period which began beginning on the date of termination of the Grantee’s service. For purposes of this Section 7, “cause” will have the meaning specified in Section 10.2(b) of the Plan.death; (bc) If the Grantee dies while serving as a Nonemployee DirectorGrantee's employment with TCI and its Subsidiaries terminates by reason of Disability, or prior to the expiration of a period of time following termination of the Grantee’s service during which then the Option remains exercisable as provided in Section 7(a) or Section 7(c), as applicable, the Option will shall terminate at the Close of Business on the first Business Day business day following the expiration of the one-year period which began on the date of the Grantee’s death. (c) Subject to Section 7(b), if the Grantee’s service as a Nonemployee Director terminates by reason of Disability, then the Option will terminate at the Close of Business on the first Business Day following the expiration of the one-year period which began beginning on the date of termination of the Grantee’s service.'s employment; (d) If the Grantee’s service as a Nonemployee Director 's employment with TCI and its Subsidiaries is terminated by the Company TCI or any Subsidiary for “cause” (as defined in Section 10.2(b) of the Plan)Cause, then the Option will shall terminate immediately upon such termination of Grantee's employment; and (e) If Grantee terminates his employment with TCI and its Subsidiaries (i) with Good Reason, (ii) with the written consent of TCI or the applicable Subsidiary or (iii) pursuant to provisions of a written employment agreement, if any, between Grantee and TCI or the applicable Subsidiary which expressly permits the Grantee to terminate such employment upon the occurrence of specified events (other than the giving of notice and passage of time), or if TCI terminates Grantee’s service's employment with TCI and its Subsidiaries without Cause, then the Option Term shall not terminate prior to the end of the ten-year period provided for in paragraph 1 hereof, except as otherwise provided in paragraph 6(b) above. In any event in which the Option remains exercisable for a period of time following the date of termination of the Grantee’s service as a Nonemployee Director 's employment as provided above, the Option may be exercised during such period of time only to the extent the Option it was exercisable as provided in Section 3 paragraph 2 above on such date of termination -------- of Grantee's employment. A change of employment is not a termination of employment within the Grantee’s service as a Nonemployee Director. Notwithstanding any period meaning of time referenced in this Section 7 paragraph 6, provided that, after giving effect to such change, Grantee continues to be an employee of TCI or any other provision of this Section 7 that may be construed Subsidiary. Anything contained herein to the contrarycontrary notwithstanding, the Option will shall in any event terminate upon the expiration of the Termten-year period provided for in paragraph 1 hereof, if not theretofore terminated.

Appears in 2 contracts

Samples: Option to Purchase Series a Common Stock (Tci Satellite Entertainment Inc), Option to Purchase Series a Common Stock (Tci Satellite Entertainment Inc)

Early Termination of Option. Unless otherwise determined by the Company Board in its sole discretion, the Option will shall terminate, prior to the expiration of the Termten-year period provided for in paragraph 1, at the time specified belowas follows: (a) Subject to Section 7(b), if If Grantee's employment with the Grantee’s service as a Nonemployee Director TCI Group terminates other than (i) by the Company for cause or Grantee with Good Reason, (ii) by reason of Grantee's death or Disability, (iii) with the written consent of the applicable member(s) of the TCI Group, (iv) without such consent if such termination is pursuant to provisions of a written employment agreement, if any, between Grantee and the applicable member(s) of the TCI Group which expressly permits Grantee to terminate such employment upon the occurrence of specified events (other than the giving of notice and passage of time), or (v) by the TCI Group with or without Cause, then the Option will shall terminate at the Close of Business on the first business day following the expiration of the 90-day period beginning on the date of termination of Grantee's employment; (b) If Grantee dies while employed by the TCI Group, or prior to the expiration of a relevant period of time during which the Option remains exercisable as provided in this paragraph 6, the Option shall terminate at the Close of Business Day on the first business day following the expiration of the one-year period which began beginning on the date of termination of the Grantee’s service. For purposes of this Section 7, “cause” will have the meaning specified in Section 10.2(b) of the Plan.death; (bc) If Grantee's employment with the Grantee dies while serving as a Nonemployee DirectorTCI Group terminates by reason of Disability, or prior to the expiration of a period of time following termination of the Grantee’s service during which then the Option remains exercisable as provided in Section 7(a) or Section 7(c), as applicable, the Option will shall terminate at the Close of Business on the first Business Day business day following the expiration of the one-year period which began on the date of the Grantee’s death. (c) Subject to Section 7(b), if the Grantee’s service as a Nonemployee Director terminates by reason of Disability, then the Option will terminate at the Close of Business on the first Business Day following the expiration of the one-year period which began beginning on the date of termination of the Grantee’s service.'s employment; (d) If Grantee's employment with the Grantee’s service as a Nonemployee Director TCI Group is terminated by the Company TCI Group for “cause” (as defined in Section 10.2(b) of the Plan)Cause, then the Option will shall terminate immediately upon such termination of Grantee's employment; and (e) If Grantee terminates his employment with the TCI Group (i) with Good Reason, (ii) with the written consent of the applicable member(s) of the TCI Group or (iii) pursuant to provisions of a written employment agreement, if any, between Grantee and the applicable member(s) of the TCI Group which expressly permits Grantee to terminate such employment upon the occurrence of specified events (other than the giving of notice and passage of time), or if the TCI Group terminates Grantee’s service's employment with the TCI Group without Cause, then the Option Term shall not terminate prior to the end of the ten-year period provided for in paragraph 1, except as otherwise provided for in paragraph 6(b) or 9(c). In any event in which the Option remains exercisable for a period of time following the date of termination of the Grantee’s service as a Nonemployee Director 's employment as provided above, the Option may be exercised during such period of time only to the extent the Option it was exercisable as provided in Section 3 above paragraph 2 or paragraph 9(c) on such date of termination of the Grantee’s service as a Nonemployee Director's employment. Notwithstanding any period of time referenced in this Section 7 or any other provision of this Section 7 that may be construed to the contrary, the Option will in any event terminate upon the expiration of the Term.A change

Appears in 1 contract

Samples: Option to Purchase Common Stock (Tele Communications Inc /Co/)

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